Northwest Pipe Company (NWPX)

As of the date of this Proxy
Statement, the Board of Directors does not know of any other matters to be presented for action by the shareholders at the 2009 Annual Meeting. If, however, any other matters not now known are properly brought before the meeting, the persons named
in the accompanying proxy will vote such proxy in accordance with the determination of a majority of the Board of Directors.

As of the date of this Proxy Statement, the Board of Directors does not know of any other matters to be presented for action by the shareholders at the 2008 Annual Meeting. If, however, any other matters not now known
are properly brought before the meeting, the persons named in the accompanying proxy will vote such proxy in accordance with the determination of a majority of the Board of Directors.

As of the date of this Proxy Statement, the Board of Directors does not know of any other matters to be presented for action by the shareholders at the 2007 Annual Meeting. If, however, any other matters not now known
are properly brought before the meeting, the persons named in the accompanying proxy will vote such proxy in accordance with the determination of a majority of the Board of Directors.

In September 2006, the SEC staff
issued Staff Accounting Bulletin No. 108 (SAB 108), Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements. The Company adopted SAB 108 as of December 31, 2006 by
initially applying the provisions of SAB 108 using the cumulative effect transition method in connection with the finalization of our financial statements for the year ended December 31, 2006.

As a result of adopting SAB 108, total shareholders equity as of January 1, 2006, was reduced by $3.4 million. No previously reported earnings were affected.
Complete disclosure of the details of this new accounting pronouncement and its effect on the Company will be included in the Companys Annual Report on Form 10K for the year ended December 31, 2006.

As of the date of this Proxy Statement, the Board of
Directors does not know of any other matters to be presented for action by the shareholders at the 2005 Annual Meeting. If, however, any other matters
not now known are properly brought before the meeting, the persons named in the accompanying proxy will vote such proxy in accordance with the
determination of a majority of the Board of Directors.